Ultimate Chase
by Coopland
Summary: UPDATE:Peter discovers a secert within the goverments top agency, but what's an amature hero supposed to do against an enemy with many heads?
1. Date

"Ultimate Chase"

Author's Note: Okay first off, I am now and forever a Spider-man/Shadowcat pairing fan. At least in the ultimate universe. I call it Spidercat, well the alternative was Petty or Kiter and I liked neither of those. Hope to see more Spideycat fanfics out there soon. Takes place after Ultimate Spider-man Annual 1.

The day seemed to drag for Peter, Jonah screaming in his ear to get the new "headline" ready for the webpage. Peter had come up with several. And they where all pro-spidey. Naturally Jonah hated them. Eventually Peter had managed to escape work. Well actually his shift had finished, The brown haired boy rushed home the fastest way he could. Websling.

Pete dropped down near his house, slipping his civies over the familiar red and blues. He shot round the corner and through the front door.

"HiAuntMayJustGettingChangedBecauseI'mGoingOutBeBackBeforeTen." Peter explained as he bolted up the stairs and into his room. Now the tricky task began. Getting dressed. This was his second date with Kitty Pryde. Or was it his first... he didn't actually know. Did the last one count?

Peter began going through his clothes.

Shirt? Definatly... which one though? The blue one.

Tie? No too formal...

Trousers or Jeans? Trousers.

and most important of all, costume or no costume?

Peter sighed, then felt the familiar tingly sensation which ment his Aunt was about to walk through the door. He quickly tossed the spider-man costume back in his closet and shut the door.

"So you and Mary are back together again huh?" May said in amusement, "I don't know what's going on with you kids."

Peter felt a knife wound in his heart. Mary? He shook his head.

"No... I'm uh... going out with a girl named Kitty," He explained nervously and May gave a dissaproving frown,

_God please, don't ask to many questions._

"Kitty?" she asked, "She's not someone you've mentioned before. Where did you meet her?"

_Jumping around in bright red and blue spandex whilest trying to talk to a mutant who made stuff explode._

"Uh, at the mall." he said "Flash and his friends were giving her a hard time. I went over to see if she was okay."

May looked skeptical and Peter silently begged for her not push it any further. In the end May sighed.

"Fine, go." she said looking irratated, "But you and Mary have been friends for such a long time I'd hate to see you loose that all together."

Peter frowned, he didn't want to think about Mary. He cared for her yes, but they would never work. Their lives were too different. But with Kitty... with Kitty he could be himself. With Kitty it could, and _would_ work.

"Back before ten." Added May as a last warning.

Peter rushed downstairs and pratically jumped into his shoes, which he had left at the bottom of the stairs. Rushing out of the door he head towards his date at the cinema.

When Peter arrived, he wasn't entirely suprised to find Kitty wasn't there. He sighed, looking to his watch. Conviently, it had stopped running when he had finished work.

"You hate me, don't you?" Peter asked looking up, the sky was clear, only a few vagued whisps of cloud occupied the orange sky. Pete was suprised to find arms snake around from behind and rest on his stomach. He glanced to his left and saw Kitty resting her head on his shoulder.

"He might, but I think your adorable." She said, Pete grinned.

Pete turned around to face her, wrapping his own arms around her back.

"Well, really who cares what he thinks, when they can have your opinion?" teased Pete, "Sorry I'm late."

"Actually," she said blushing slighly, "You got here before I did. I just arrived. What we going to see?"

Peter put on a mock serious face and walked over to the movie poster-board, which showed the films the cinema was currently showing.

"Well," he said in _very _serious tone, "It really narrows down to three choices."

"Which are?" Said Kitty, smiling at the webslinger goofing around.

"Well we could go see a romantic comedy, a cheesy horror movie, or Star Wars Episode III."

"While the thought of watching Episode III for like, the 30th time is appealling I'd rather we go see a cheesy horror movie. So you can protect me from the big bad, special effects."

"Two tickets for some cheesy horror movie coming up!" He said and opened the door for Kitty, bowing slightly

"Thank you, Parker." She said in a mock english accent.

"Your welcome m'lady." Peter said, in a voice mimicing the butler from "Thunderbirds".

Peter payed for two tickets and then walked over to the "snack bar", Peter got a large tub of popcorn to share and two drinks. He insisted on paying. Kitty found that a rare thing... He was _old fashioned_, in a way. Probably the type of guy to pull out her chair for her to sit down. Not that she disliked that about him, infact it was something she loved about him.

_Love?_ maybe, he wasn't like any guy she'd met before. She already had a crush on him before she met him. And when she saw his face for the first time... she felt almost light-headed from how giddy he made her. Then she found out what he was like as a person and was even more suprised to how alike they were. All in all, things were great.

Well, the movie stank,but that was okay.

_It's not like we actually went because we wanted to see a movie anyway_.

The evening was over all to quickly and the two relucently parted ways. Peter returned home. In an over all good mood, what was their to be down about? Life was actually going his way for once... his Spider-man popularity was actually up, he had a beautiful girlfriend whom he could be _completely_ honest with and trust fully. What could actually go wrong?

"Peter." Said his Aunt May as he opened the door, she looked as if she had been crying. Her eyes were red and her face was twisted with fury. In her hand she held up a familiar red-and-blue costume. "What is this?"

_Oh._ Thought Peter miserably, _That's what could go wrong._

To be continued...


	2. Confrontation

Ultimate Chase Part II

Confrontation

"Peter." Said his Aunt May as he opened the door, she looked as if she had been crying. Her eyes were red and her face was twisted with fury. In her hand she held up a familiar red-and-blue costume. "What is this?"

_Quick Peter! Think fast!_

"It's a ...uh... halloween costume." Peter lied lamely,

"A Halloween costume?" Asked May dryly

Peter simpled nodded.

"You went and bought a halloween costume, in the middle of August?" She added,

Peter didn't reply.

"Let's try again shall we? What. Is. This?" May said "Are you Spider-man?"

Peter sighed and tried to find the words to explain this to her. How was he supposed to tell her that he was a feared vigillantie, because of the guy he worked Saturday afternoon decided to pick on him. And Spider-man is actually a good guy? The best place to start was, as always the beginning.

"Aunt May," Peter said, walking into the front room and sitting down. "Let me explain... this is going to sound like something out of a comic book. But I swear, it's all true."

May sat down, unconsiously making herself comfortable to listen to her nephews tale.

"Remember that field trip I went too, at Oscorp?" he asked, May nodded "Well the spider that bit me was some sort of experiment... right? Somehow the spider's wallcralling abilites were imprinted on to my D.N.A, and my strength and agility increased. I also got this... spider-sense, thing. That allowed me to know when danger was coming. Well I decided to test my new found powers in the wrestling ring at the mall... and when I won... I started getting over-confident... I let a criminal go by, because I didn't see any reason to help... because no one ever helped me."

"Peter." Said May, her moral-drive kicking in, "I thought we taught you better then that."

"You did. And Uncle Ben tried to warn me. He told me 'With Great Power, Comes Great Responsiblity.', but I didn't listen and I let that burglar go. Then he..."

Peter closed his eyes and clenched his fist. Trying to fight back the tears.

"He was the one who shot Uncle Ben... the criminal I let escape... was Uncle Ben's murderer...so I decided, I decided that as long as I had these abilites... I'd make up for it. I'd do the right thing, and stop the bad guys... I wanted to tell you Aunt May. Really... I did. But I didn't want you to worry."

May shook her head, she just sat there. Peter reached out, then retracted his hand. He looked away, then looked back. May was equally as confused at what to do. In the end she got up, her eyes swelling with tears again and went upstairs. Peter sighed.

So much for life being good.

Peter went up to the Attic and logged on, Sure enough Kitty was waiting for him online.

kittypryde: Hi Peter :

doubleP:Hi...

kittypryde: What's up?

doubleP: My aunt... found out who I am.

kittypryde: oh.

doubleP: yeah.

kittypryde: you want me to come over tomorrow?

doubleP: Yeah... please, seeing you would really cheer me up.

kittypryde: 'Kay. :)

doubleP: Thanks Kitty, I'm gonna go to sleep now. : see you tomorrow.

kittypryde: Try not to worry about it too much. : g'night sweet dreams.

doubleP: Only if I dream of you.

kittypryde:Aww you big romantic, you.

doubleP:Yeah, I know.

kittypryde: Sleep. _Now._

doubleP: okay. bye.

kittypryde: bye!

doubleP has logged off

Kitty frowned, their night had gone so well. But Peter wouldn't remember it now. He'd always remember today as the day his only living relative found out his secert identity. She couldn't help wondering what it would mean for their relationship. Would it be easier, would it be harder? Would he be allowed to keep seeing her? Those were questions for another time.

_Like tomorrow, after I've had some sleep_. Kitty thought, even though she knew she wouldn't much sleep.

The next morning May was, as usual, up before Peter and had cooked him breakfast, Peter sat down at the table and poked the food with his fork, but didn't actually eat any.

"Good morning to you too, lazy bones." said May.

Peter didn't reply, he just looked at her guiltly then went back to staring at the plate infront of him.

"About last night..." Peter started, May shook her head.

"I'm not going to lie," she said, "I am angry. I'm angry that you didn't do the right thing, but I don't blame you for your Uncle's death. I'm also angry you didn't tell me sooner. But, I'm very proud of you too. You save people, despite what they think. You carried on _doing_ it, knowning I hated your secert identity because you knew it needed to be done."

Peter felt a little better, but not much.

"Does anyone else know?" asked Aunt May, Peter nodded.

"Yeah," he said, "Too many people. Mary Jane knows because I told her, I had to break up with her to keep her safe. Gwen knew too... Too many of my enemies know. The X-men and Nick Fury and the Ultimates know too."

"You broke up with Mary to keep her safe, but you went and got a new girlfriend." Asked May skeptically,

"My uh... my new girlfriend Kitty, is.. she's a mutant. She's one of the X-men." explained Peter

_knock knock knock._

"I'll get that," said May

Peter sighed, he wasn't about to say. "No, don't it's my mutant girlfriend, you know from the secert life I only just told you about." He just sat there, still not believing how well she'd handled it. But when he heard Aunt May open the door his spider-sense started going off. Peter jumped up and ran to the door to see Nick Fury holding a gun to his Aunt's head.

"Sorry kiddo," He said, "But this is the only way I can ensure that you'll co-operate."

"Fury!" Shouted Peter "I'll"

"Go get your webshooters." Fury said cooly, "And anything else related to Spider-man, your webslinging days are over."

"What?" Asked Peter in confusion and anger, "Where the hell did this come from?"

"It's for your own good kiddo, now get your stuff and come with me."

Peter snarled at Nick, then stormed up to the attic, he needed to leave Kitty a message but one no one else would understand just incase someone was watching the house. What was going on? The week was getting worse by the minute. He grabbed his stuff and quickly scribbled on a piece of paper.

"Ultimate Tool"

It was a long shot, but he hoped she'd understand. He was going to need help, why would Fury hold his Aunt hostage...

Something wasn't adding up, and Peter intended to find out what. He went back downstairs and left the house with Fury.

Sometime later Kitty showed up at his house, she knocked on the door and waited, trying to think off something to see to Peter's Aunt should she answer the door. The best she could come up with is. "Hi, I'm Kitty." but it didn't seem enough considering the circumstances. No responce. She tried knocking again. Still nothing. Kitty phased through the door, she knew it was wrong. What if his Aunt wasn't answering because she was upset? Something didn't feel right though, and when she got inside that theory was given even more evidance.

"Hello?" Asked Kitty, "Peter? Mrs. Parker?"

Kitty ventured into the kitchen. Breakfast was still on the table and it had gone cold... half-eaten. She wandered upstairs and into Peter's room. She didn't like the fact that her first time in Peter's room was to search for him, she looked up the stairs to the attic and noticed the door was open. She wandered around the room. _Nothing_. Kitty sighed and sat down at Peter's computer, looking down at the keyboard she noticed a small slip of paper. Kitty picked it up.

"Ultimate Tool..." she said to herself

_"See that?" asked Peter, "The Ultimates live there."_

_"That Nick Fury's a tool." Replied Kitty, Peter smirked, "Sorry, he is."_

_"Oh, I know" Said Peter, he grinned shyly, "I uh... I clocked him one a few weeks back."_

_"No way." Kitty said amazed,_

_"Knocked his eye patch right off." Peter said, punching his hand softly._

_"Ha! Why?" Asked Kitty, smiling_

_"He's being a jerk..."_

Was that what Peter was refering too, or was it something else? She didn't know if it was a clue or not... but she needed help. She'd go ask the Professor to find out where Peter is. Then she'd go save him.

To Be Continued...


	3. Fugitive

Ultimate Chase:

Fugitive

Author's Note:Geez an update! First off sorry for being so long with the update... secondly sorry if it all seems abit OOC in this chapter, but I always wanted this to be a high tense-situation fanfic, and it's only gonna get tenser. But if the characters are OOC I'm sorry, but this IS my first Ultimate fic...so go easy on me. Also most importantly this fic is now offically A.U due to my take on who the Ultimates Traitor is. This fic is going to be big... the biggest one I've ever written.

"Professor!" Begged Kitty, "Please! Peter's in trouble I know he is."

"Kitty," Said Xavier sternly "You have no _proof_, that Peter Parker is in trouble. All you brought me was a scrap of paper and the fact that the Parker's don't clear up after breakfast. I am not keeping tracks on your boyfriend for you, I will not speak of this further."

Kitty growled and stormed through the wall to outside and then lent against the very wall she just phased through. She slithered down it and began sobbing, just as Bobby Drake, aka Iceman was walking by.

"Kitty?" he asked, "Aren't you supposed to be at that insect's house today?"

Normally Kitty would shout at him and correct him with "Arachnid" and then with "You don't know him like I do" but she was too upset. She knew Peter was in danger, she knew it. But if the Professor didn't believe her, she figured that no one else would.

"Kitty?" insisted Bobby,

"He wasn't there."

Bobby grinned smuggly,

"Guess he wasn't as great as you thought he was." He replied.

Kitty growled and looked up at him, rage in her eyes. The tention could be cut with a brick, from a little way off Jean and Scott where watching the younger teenagers and weren't entirely suprised to see Kitty slap Bobby. Bobby's eyes widen, he snarled at covering his hand in ice.

"Go ahead," Said Kitty, "Give me another reason to rip your heart from your chest."

"You know what, I'm glad you dumped me, and I'm glad that the webhead stood you up." said Bobby, as Jean psycially calmed Kitty down. Kitty could feel her temprature cooling, but she didn't want to be calm... she wanted to be angry, dammit! Bobby stormed away, Scott following yelling at the boy for tormenting Kitty as Kitty herself began to sob again.

"Jean..." she sobbed, "He's in danger, I know it... but... but... the Professor won't help me find him."

Jean put her arm around the younger girl and rubbed her shoulder.

"He'll be okay," She told Kitty, "He's a super hero, remember?"

Kitty nodded, she felt a little better but not much. She couldn't shake this nagging feeling that Peter was in real danger.

Peter couldn't believe it. Fury was going to rob him of his powers, because Peter was too "unstable", appearntly. They had his Aunt as insurance that Peter would do as they said. His spider-sense was bluring the whole time and it was directed at Fury, it had never done that before. But then again he had never seen Nick so angry. So Peter just waited while the prepared the special chamber they had created. It was original designed to rid mutants of their powers, then it was used to rob super-villains of their powers, but Peter didn't understand they hadn't used it on Norman Osborn or the Sandman or whoever. They had taken a sample of his blood area, to see if the spider-D.N.A had evolved in anyway, and to see if they would have to make adjustments to the machine. A familiar tingling in the back of Peter's skull sensed danger. Not immediate danger but someone who could be a threat. It was coming from door, Peter looked around and noticed a small air vent above the door. Far to small for him to fit through... but it was enough for him to do some listening with.

On the otherside of the door was a S.H.I.E.L.D agent, but the agent was ignoring him entirely... so why was Peter's spider-sense going off. He couldn't make sense of it, he pressed his ear to the vent. Another S.H.I.E.L.D agent walked up to the first, and they did some sort of salute... not that Peter could see.

"Hail Hydra!" The pair said as one,

"Can you believe how easy this is?" said the second, "No one suspect's Fury of..."

"Quiet, you idiot!" The first said, "Someone's coming..."

The two agents chatted casually as someone walked past and until they were safe s/he had gone.

"So the Boss is really going to get rid of this kid's powers... simply because he smacked him?" The second Agent said

"The Boss says he's a loose cannon, The Reserves are all in our pocket, but this kid is too into the whole "hero" gimmic, That's why we're getting rid of his powers." The first replied

"What about The Ultimates?" The second asked, "Why don't we just buy them off?"

"Are you new or something?" the first one replied angrily, "You can't buy the Ultimates out, the may have a few screws loose, but they are the "incorruptable" types. Anyway don't worry about them... the Ultimates are going to be meeting with some unfortunate accidents."

Peter had heard enough, he had no plan, no means of escape and no clue where his Aunt was, but he had to get out. He leapt through the glass in the window, feet first, knocking one of the double agents unconcious, and the other fell to the floor Pete picked him up and held him high.

"Where's my Aunt!" he snapped, pulling his free fist back.

"I-I-I ain't scared o' you!" The Agent managed to say

"You should be," threatened Peter, "I'm a loose cannon, remember?"

"Okay! Okay!" The Agent said in a panic, "She's in the third room down the second hall on the right! Just don't kill me!"

Peter punched the agent, knocking him unconcious. Despite the seriousness of the situation, grinned to himself

"Like I was ever going to kill you, Are you new or something?" He said, mimicing what one of the agents had said before.

Peter jumped up on to the ceiling and scurried down the hall towards following the directions the gaurd had given him. He tapped on the door of the cell and his aunt nervously peered through the window, the room she was in was definatly not a prision cell. It was a nicely fernished waiting room, it had a television, a large sofa, a table with a selection of upto date newspapers and magazines sprawled over it.

"Peter!" May said "What are you doing? You're not well... Colonel Fury said..."

"Fury was the one holding you at Gunpoint Aunt May!" Peter hissed,

"The gun had blanks..." she snapped back in a whisper "He showed me himself... he said your mutation may be causing you too..."

Peter's spider-sense blurred in his head and he saw the Reserves.

"Step away from the door, webhead." the leader said, Peter didn't recognise him, nor did he care.

The team rushed towards him and Peter _knew_ he had no chance... he was unbelievabley out numbered. He looked to his aunt, then to the reserves. Then behind him Peter turned and ran from the team of super-seconds and smashed through the window, instinctively reaching out to sling a web, he suddenly remembered he didn't have his webshooters on. Fortunatly Peter was still sailing away from the Ultimates building towards the nex nearest building but he wasn't sure he'd make it. The ground was getting closer and closer and the building wasn't.

Peter didn't have much time left... he hit the building pracing himself for the impact then trying to stick to the wall, unfortunatly he was travelling at such volocity that he still continued to fall even as he clung, he was slowing, but his fingertips were becoming raw and bloody. Peter eventually began climbing the wall making sure no one saw his face. Peter climbed to the top of the building and collapsed.

He sat looking and at his fingertips breathing hard. They had turned his Aunt against him... but at least she was safe. He needed help... he needed to phone Kitty.

A shortwhile later at the Xavier Mansion a meeting was being held, The Professor had timed the meeting to make sure Kitty was out as the point of this meeting was a very personal issue for her.

"My students," Charles began, "I've just recieved word from Colonel Fury that our friend Peter Parker is suffering side-effect from his mutation. However something was odd... Fury's thoughts were shielded from me. Something isn't right here. However should Peter turn to us... be on guard."

The students talked among themselves, many of the newer students had only encountered Peter once... when he and Wolverine did a body swap. And he had been in a pretty bad mood. Warren then spoke up.

"Has anyone seen Bobby?"

Everyone suddenly realised that Bobby Drake was no longer there.

"Oh no..." said Scott, head in his hands

Peter had met Kitty on the rooftop they went on their first date, it had taken her awhile to get there since she had to convince the other x-men she wasn't meeting Peter. She had succeeded mostly... but she was sure the Professor was keeping physic tabs on her... and she knew Bobby wasn't convinced either.

"Kitty..." said Peter, "I shouldn't of turned to you... but I didn't know where else to go... something really big is going on."

Kitty sat down next to Peter and took his hand, resting her head on his shoulder.

"What is it?" She asked softly

"I think the Ultimates have been infiltrated with... some sort of terrorist group." Peter said, he knew that was what had happened... but it sounded silly saying it outloud.

Kitty sat up, and looked Peter straight in the eyes.

"What?" She asked, "Who? Why? What happened...? How did you..."

Peter put a finger to her lips to stop her talking.

"Fury turned up on my door and took my Aunt hostage... then I heard two S.H.I.E.L.D agents talking about something called "Hyrda" and they said Fury was working for them.

"Fury's a double agent?" Kitty asked in awe

"Yeah... I think so," Peter sighed, "Sorry Kitty... I shouldn't have told you but I didn't know who else to tel-"

Peter was cut off as Kitty pushed her lips against his and pulled back, smiling.

"We'll go talk to the Professor... maybe the X-men can help you."

"I don't think so Kitty!" A third voice interuptted loudly, "You're beloved boyfriend's gone crazy, and I'm gonna take him out before he hurt's anyone."

The pair looked up to see an icy-figure stood on an ice slide looking down on them. Peter sighed.

"Oh boy..." he whispered

To Be Continued


End file.
